Protection of Rights

Explains the reasons parties use publicity provisions, and examines the restrictions and exceptions found in a typical provision.

Discusses when audit provisions are used, how the transaction type affects the provision, and what information the clauses usually provide, such as who can conduct the audit and how to treat the findings.

Discusses the various components typically found in confidentiality clauses and why they’re important, including the definition of confidential information and its carve-outs, restrictions and permitted uses, returning confidential information, and breaches.

Examines the purpose of data privacy clauses and each party’s considerations when drafting these clauses. Also describes the specific information typically contained in these provisions, including how to define what data is protected, security requirements and audit rights, and what happens if there’s a data breach.

Examines a sample waiver of jury trial provision, discussing the scope of the waiver and enforceability considerations.